Shareholder Vote

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549   FORM 8-K   CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934   Date of report (Date of earliest event reported): May 26, 2021   ABEONA THERAPEUTICS INC. (Exact name of registrant as specified in its charter)   Delaware   001-15771   83-0221517 (State or other jurisdiction of incorporation)   (Commission File Number)   (I.R.S. Employer Identification No.)   1330 Avenue of the Americas , 33rd Floor , New York , NY 10019 (Address of principal executive offices) (Zip Code)   ( 646 ) 813-4712 (Registrant’s telephone number, including area code)   N/A (Former name or former address, if changed since last report)   Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):   ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)   ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)   ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))   ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))   Securities registered pursuant to Section 12(b) of the Act:   Title of each class   Trading Symbol   Name of each exchange on which registered Common Stock, $0.01 par value   ABEO   Nasdaq Capital Market   Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).   Emerging growth company ☐   If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐             Item 5.07. Submission of Matters to a Vote of Security Holders.   The annual meeting of stockholders of Abeona Therapeutics Inc. (the “Company”) was held virtually on May 26, 2021. The following matters were acted upon:   Proposal 1. Election of Directors.   Steven H. Rouhandeh, Michael Amoroso and Leila Alland, M.D. were elected to serve as Class 2 directors of the Company until the 2024 annual meeting of stockholders and until their successors are elected and qualified. The results of the election of directors are as follows:   Nominee   Votes For     Votes Against     Abstentions     Broker Non-Votes   Steven H. Rouhandeh     31,010,124       5,488,898       721,101       23,650,236   Michael Amoroso     35,851,088       1,034,608       334,427       23,650,236   Leila Alland, M.D.     35,990,695       903,912       325,516       23,650,236     Proposal 2. Amendment to the Company’s Restated Certificate of Incorporation to De-Classify our Board of Directors.   A proposal to amend the Company’s Restated Certificate of Incorporation to de-classify our Board of Directors so that all directors are elected annually was not approved based on the following votes:   Votes For   Votes Against     Abstentions     Broker Non-Votes   35,443,361     1,482,942       293,820       23,650,236     Proposal 3. Ratification of the Appointment of Whitley Penn, LLP as our Independent Registered Public Accounting Firm.   A proposal to ratify the appointment of Whitley Penn LLP as the independent registered public accounting firm of the Company for the current fiscal year was approved by the following votes:   Votes For   Votes Against     Abstentions     Broker Non-Votes   59,897,842     677,807       294,710       —             SIGNATURE   Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.     Abeona Therapeutics Inc.   (Registrant)         By: /s/ Edward Carr   Name: Edward Carr   Title: Chief Accounting Officer   Date: May 28, 2021